24 Jan 2024
PRESGO GATEWAYS SDN BHD AIM-FORCE SOFTWARE SDN BHD
- Citation
- WA-24NCC-577-10/2023 (Mahkamah Tinggi)
- Court
- High Court
- Case number
- WA-24NCC-577-10/2023 (Mahkamah Tinggi)
The confidentiality clauses in the Software Agreements comprehensively and expressly regulate confidentiality leaving no room for the Plaintiff's proposed implied term; the proposed share sale is an act of the Defendant's shareholder over which the Defendant has no control; shareholders (including a transferee) do not automatically gain access to management confidential information and directors' power under s106(1)(b) is discretionary and cannot be commandeered by the court to protect a third party absent exceptional evidence of likely breach; accordingly the Plaintiff failed to establish en…